PARA 8-K
Banzai International, Inc. (PARA)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On January 15, 2026, Banzai International, Inc. (the “Company”) held its 2025 annual meeting of shareholders (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders voted on two proposals. At the beginning of the Annual Meeting, 5,846,443 shares of common stock, which represents 51.18% of the voting power of the shares entitled to vote at the Annual Meeting, were represented by proxy, which constituted a quorum for the transaction of business.
We are filing this Current Report on Form 8-K to disclose the voting results from the Annual Meeting.
| 1. | To re-elect one (1) director to the Company’s board of directors (the “Board”). |
| Name | For | Against | Abstain/Withheld | ||||||
| Mason Ward | 3,082,968 | 60,364 | 10,990 |
| 2. | To approve, ratify and confirm the re-appointment of Bush & Associates CPA LLC as the Company’s independent auditors for the year ending December 31, 2025, and to authorize the Board of Directors to fix their remuneration. |
| For | Against | Abstain | |||||
| 5,540,026 | 262,180 | 44,237 |
Since our directors are elected by a plurality of the voting power, Mr. Ward was re-elected to our Board; the shareholders also approved appointing Bush & Associates CPA LLC as the Company’s independent auditors for the year ending December 31, 2025, and authorizing the Board of Directors to fix their remuneration.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: January 15, 2026
| BANZAI INTERNATIONAL, INC. | ||
| By: | /s/ Joseph Davy | |
| Joseph Davy | ||
| Chief Executive Officer | ||